SGA SOCIÉTÉ GÉNÉRALE ACCEPTANCE N.V. Securitised Derivatives Programme. irrevocably and unconditionally guaranteed by SOCIÉTÉ GÉNÉRALE AND

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1 SUPPLEMENT DATED 28 OCTOBER 2011 TO THE PROSPECTUSES LISTED IN THE SCHEDULE SGA SOCIÉTÉ GÉNÉRALE ACCEPTANCE N.V. Securitised Derivatives Programme irrevocably and unconditionally guaranteed by SOCIÉTÉ GÉNÉRALE AND SOCIÉTÉ GÉNÉRALE EFFEKTEN GMBH Certificates Programme irrevocably and unconditionally guaranteed by SOCIÉTÉ GÉNÉRALE This Supplement (the Supplement) to the base prospectus dated 5 May 2011 (the SGE Prospectus) and the base prospectus dated 28 April 2011 (the SGA Prospectus, together with the SGE Prospectus, the Prospectuses, each a Prospectus) (as supplemented pursuant to a supplement to the Prospectuses dated 4 August 2011) each of which comprises a base prospectus constitutes a supplementary prospectus for the purposes of Section 87G of the Financial Services and Markets Act 2000 (the FSMA). Terms defined in the Prospectuses have the same meaning when used in this Supplement. This Supplement is supplemental to, and should be read in conjunction with, the Prospectuses. The purpose of this Supplement is to: (a) (b) in relation to both Prospectuses: (i) incorporate by reference the second update to the 2011 Document de Référence of Société Générale (as described below) into the Prospectuses; and (ii) amend the section entitled 'Recent Developments' under the 'Description of the Issuer' set out in both Prospectuses by the addition of (A) a press release dated 14 September 2011 and (B) a press release dated 12 September 2011 (as described below). in relation to the SGA Prospectus: (i) incorporate the most recent financial information relating to SGA into the SGA Prospectus; (ii) amend the section entitled 'Administration and Management of SGA Société Générale Acceptance N.V.' under the 'Description of the Issuer' set out in the SGA Prospectus in respect of the change of managing director of SGA Société Générale Acceptance N.V. (SGA); and (iii) amend the sections entitled 'Summary of the Programme' and 'Description of the Issuer' set out in the SGA Prospectus and the back page of the SGA Prospectus in respect of the change of registered address of SGA. 1

2 With reference to Section 87G of the FSMA the following paragraphs of the second update to the 2011 Document de Référence of Société Générale referred to above contain information constituting "significant new factors" for the purposes of such Section 87G: (a) paragraph 1.1 (Recent press releases and events subsequent to the submission of the First Update) on pages 4-6; (b) paragraph 2.1 (The Société Générale share dividend) on page 7; (c) paragraph 2.2 (Information on share capital) on pages 8-9; (d) paragraph 3.1 (Société Générale Group main activities) on pages 10-11; (e) paragraph 3.2 (Group activity and results) on pages 12-16; (f) paragraph 3.3 (Summary of results and profitability by core business) on pages 17-33; (g) paragraph 3.4 (The Group's financial structure) on page 34; (h) paragraph 3.5 (Significant new products or services) on pages 35-37; (i) paragraph 3.6 (Major investments in H1 2011) on page 37; (j) paragraph 3.7 (Analysis of the consolidated balance sheet) on pages 38-42; (k) paragraph 3.8 (Property and equipment) on page 43; (l) paragraph 3.9 (Main risks and uncertainties over the next 6 months) on page 43; (m) paragraph 3.10 (Transactions between related parties) on page 44; (n) paragraph 4.1 (General Meeting of shareholders held on May 24, 2011) on page 45; (o) paragraph 4.2 (Board of Directors and general management) on pages 45-46; (p) paragraph 5.1 (Sovereign exposures at December 31, 2010 used for the EBA stress test) on pages 4749; (q) paragraph 5.2 (Credit portfolio analysis: Credit risk outstandings) on pages 50-51; (r) paragraph 5.3 (Specific financial information FSF recommendations for financial transparency) on pages 52-54; (s) paragraph 5.4 (Provisioning of doubtful loans) on page 55; (t) paragraph 5.5 (Change in trading VaR) on page 56; (u) paragraph 5.6 (Legal risks) on page 57; (v) paragraph 5.7 (Regulatory ratios) on pages 58-59; (w) paragraph 6.1 (Consolidated financial statements and notes at June 30, 2011) on pages 60-97; (x) paragraph 6.2 (Statutory Auditors' Review Report on the First Half-yearly Financial Information for 2011) on pages 98-99; 2

3 (y) paragraph 6.3 (Second quarter 2011 results (press release dated August 3rd, 2011)) on pages ; (z) paragraph 7.1 (By-Laws on July 13th, 2011) on page 126; and (aa) Appendix 1: Template: results of the 2011 EBA EU-wide stress test on pages In order to incorporate such provisions and give effect thereto, this Supplement sets out the amendments made to both Prospectuses, namely the 'Description of the Issuer' and, in relation to the SGA Prospectus, namely the 'Summary of the Programme', the 'General Information' and the back page. To the extent that there is any inconsistency between (a) any statement in this Supplement or any statement incorporated by reference into each of the Prospectuses by this Supplement and (b) any other statement in or incorporated by reference in each of the Prospectuses, the statements in (a) above will prevail. Save as disclosed in this Supplement, to the best of the knowledge and belief of each Issuer and the Guarantor (each term as defined in the Schedule hereto), no other significant new factor, material mistake or inaccuracy relating to information included in the Prospectuses has arisen or been noted, as the case may be, since the publication of the Prospectuses. 3

4 IN RELATION TO BOTH PROSPECTUSES: 1. Documents Incorporated by Reference The following document which has previously been published or is published simultaneously with this Supplement, shall be incorporated by reference in, and form part of, this Supplement: The English version of the second update to the 2011 Document de Référence of Société Générale, the French version of which was filed with the Autorité des marchés financiers (the AMF) on 4 August 2011 under No D A02 except for (i) the inside cover page containing the AMF visa and the related textbox, (ii) the words "Aa2 by Moody's and" (page 34), (iii) the statement of the person responsible for updating the registration document (page 127), (iv) the cross reference table, pages and (v) the words (A) "See more details on the scenarios, assumptions and methodology on the EBA website: (page 48), (B) "(see for more details on the EBA methodology)" (page 133) and (C) "(see for the details on the EBA methodology)" (page 135) ((i), (ii), (iii), (iv) and (v) together hereinafter, the Excluded Sections and the English version of the second update to the 2011 Document de Référence without the Excluded Sections, the Second Update to the 2011 Registration Document). For the avoidance of doubt, the Excluded Sections are not relevant for investors. Such English version is an accurate and direct translation of the French version referred to above. The Second Update to the 2011 Registration Document contains, among other things, the consolidated financial statements of Société Générale for the period ended 30 June The cross-reference lists contained in the "Documents Incorporated by Reference" section of the above Prospectuses and relating to Société Générale is amended to reflect the cross-reference list for Société Générale below. The references to page numbers of the Second Update to the 2011 Registration Document are included in the cross-reference list for Société Générale as outlined below. CROSS-REFERENCE LIST FOR SOCIÉTÉ GÉNÉRALE Annex XI of the European Regulation 809/2004/EC of 29 April RISK FACTORS 3.1 Prominent disclosure of risk factors that may affect the issuer's ability to fulfil its obligations under the securities to investors in a section headed "Risk Factors". 5 BUSINESS OVERVIEW 5.1 Principal activities 6 ORGANISATIONAL STRUCTURE 6.1 If the Issuer is part of a group, a brief description of the group and of the issuer's position within it. 9 ADMINISTRATIVE, of the Second Update to the 2011 Registration Document 4-6; of the Second Update to the 2011 Registration Document MANAGEMENT 4 AND 11 of the Second Update to the 2011 Registration Document

5 SUPERVISORY MANAGEMENT BODIES AND SENIOR 9.1 Names, business addresses and functions in the Issuer of the members of the administrative, management, and supervisory bodies, and an indication of the principal activities performed by them outside the Issuer where these are significant with respect to that Issuer. 11 FINANCIAL, INFORMATION CONCERNING THE ASSETS AND LIABILITIES, FINANCIAL POSITION AND PROFITS AND LOSSES OF THE ISSUER 11.4 Age of latest financial information 11.5 Interim Financial Information of the Second Update to the 2011 Registration Document 60 of the Second Update to the 2011 Registration Document 60-97; of the Second Update to the 2011 Registration Document Amendments to the Prospectuses The Prospectuses shall be amended by the addition of the following to the end of the section entitled 'Recent Developments' on page 78of the SGA Prospectus and to a new section entitled "8. Recent Developments" at the end of the section entitled 'Description of the Issuer' on page 78 of the SGE Prospectus: (a) "Following a press release issued by Moody s France SAS dated 14 September 2011, the long term debt rating of the Société Générale Group has changed from Aa2 to Aa3. The Société Générale Group is furthermore rated A+ by Standard and Poor s Credit Market Services France SAS and Fitch France SAS. Each of these credit rating agencies is established in the European Union and has applied to be registered pursuant to the Regulation (EC) No 1060/2009 of the European Parliament and of the Council of 16 September 2009 (the Credit Rating Agencies Regulation) as amended by the Regulation (EU) No 513/2011 of the European Parliament and of the Council of 11 May 2011."; and (b) the press release issued by Société Générale entitled 'Accelerating the Transformation' dated 12 September 2011 in the form annexed hereto. IN RELATION TO THE SGA PROSPECTUS: 1. Documents Incorporated by Reference The following document which has previously been published or is published simultaneously with this Supplement, shall be incorporated by reference in, and form part of, this Supplement: The English version of the interim financial statements for the period from 1 January 2011 to 30 June 2011 of SGA Société Générale Acceptance N.V. and the related notes and audit reports for each such period. Such English version is an accurate and direct translation of the French version. 5

6 The cross-reference list below is added to the end of the cross-reference list contained in the "Documents Incorporated by Reference" section of the SGA Prospectus on page 25 and relating to SGA Société Générale Acceptance N.V. The references to page numbers of the interim financial statements for the period from 1 January 2011 to 30 June 2011 of SGA Société Générale Acceptance N.V. are included in the cross-reference list as outlined below. SGA Société Générale Acceptance N.V. interim financial statements for the period from 1 January 2011 to 30 June 2011 prepared in accordance with IFRS and related notes and audit report Pages 1 to 25 Balance Sheet relating to the above Pages 3 to 4 Income Statement relating to the above Pages 5 to 6 Cash-flow Statement relating to the above Page 7 Notes relating to the above Pages 13 to 22 Accounting principles relating to the above Pages 9 to 12 Free English translation of the audit report relating to the above Pages 2 to 3 2. Amendments to the SGA Prospectus: (a) Amendment of the Summary of the Programme The 'Summary of the Issuer' commencing on page 6 of the SGA Prospectus is amended by the deletion of the address "Landhuis Joonchi, Kaya Richard J. Beaujon z/n Curaçao" and the insertion of "Pietermaai 15, Willemstad, Curacao" therefor. (b) Amendment of the Description of the Issuer The 'Description of the Issuer' commencing on page 76 of the SGA Prospectus is amended as follows: 1. by the deletion of the address "Landhuis Joonchi, Kaya Richard J. Beaujon z/n, Curaçao" and the insertion of "Pietermaai 15, Willemstad, Curacao" therefor in the section entitled 'Information relating to SGA Société Générale Acceptance N.V.' on page 76; 2. by the deletion of "United International Trust N.V. (the statutory directors of which are Gregory E. Elias and Robertus J.G.A. Bremer)" and the insertion of "TMF (Netherlands Antilles) N.V. (the statutory directors of which are Maria Christina Van der Sluijs Plantz and Marietta Isabel Beaujon)" therefor in the section entitled 'Administration and Management of SGA Société Générale Acceptance N.V.' on page 77; 3. by the deletion of "Gregory Elias and Robertus J.G.A. Bremer currently hold the respective positions of Managing Director Chairman and Managing Director of United International Trust N.V." and the insertion of "Maria Christina Van der Sluijs Plantz, Marietta Isabel Beaujon and Ellen Gregoria Tromp Lourens currently hold the respective positions of Managing Director, Managing Director and Proxy holder of TMF (Netherlands Antilles) 6

7 N.V." therefor in the section entitled 'Administration and Management of SGA Société Générale Acceptance N.V.' on page 77; 4. by the deletion of "including the directors of United International Trust N.V." and the insertion of "including the directors of TMF (Netherlands Antilles) N.V." therefor in the section entitled 'Administration and Management of SGA Société Générale Acceptance N.V.' on page 77; 5. by the insertion of the words "and the interim financial statements for the period from 1 January 2011 to 30 June 2011" following the words "31 December 2009 and 31 December 2010" in the section entitled 'Financial information concerning SGA Société Générale Acceptance N.V.' on page 78; and 6. by the insertion of the following as the first paragraph of the section entitled 'Auditors' on page 78: "For the period from 1 January 2011 to 30 June 2011, the accounts of SGA Société Générale Acceptance N.V. were audited, without qualification, in accordance with IFRS, by Deloitte & Associés (formerly named Deloitte Touche Tohmatsu) (member of the French Compagnie nationale des commissaires aux comptes) represented by Mr Jean-Marc Mickeler, 185 avenue Charles de Gaulle, Neuilly-sur-Seine Cedex, France. The audit of SGA Société Générale Acceptance N.V. was carried out at the request of Société Générale of which Deloitte & Associés is one of the auditors.". (c) Amendments to the General Information The 'General Information' commencing on page 97 of the SGA Prospectus is amended as follows: 1. by the insertion of the following after paragraph (f) in the section entitled 'Documents Available' and each subsequent paragraph thereafter renumbered accordingly on page 98: "(g) the English version of the IFRS interim financial statements for the period from 1 January 2011 to 30 June 2011 of SGA Société Générale Acceptance N.V. and the related notes and audit reports for each such period;"; 2. by the insertion of the words "and the interim financial statements for the period from 1 January 2011 to 30 June 2011" following the words "for each of the two financial years ended on 31 December 2009 and 31 December 2010" in the section entitled 'Auditors' on page 99; 3. by the insertion of the words "and the interim financial statements for the period from 1 January 2011 to 30 June 2011" following the words "for the years ended on 31 December 2009 and 31 December 2010" in the section entitled 'Auditors' on page 99; 4. by the insertion of the following to the beginning of the second paragraph in the section entitled 'Auditors' on page 99: "For the period from 1 January 2011 to 30 June 2011, the accounts of SGA Société Générale Acceptance N.V. were audited, without qualification, in accordance with IFRS, by Deloitte & Associés (formerly named Deloitte Touche Tohmatsu) (member of the French Compagnie nationale des commissaires aux comptes) represented by Mr Jean-Marc Mickeler, 185 avenue Charles de Gaulle, Neuilly-sur-Seine Cedex, France."; and 7

8 5. by the deletion of "31 December 2010" and the insertion of "30 June 2011" therefor in the first and second paragraph of the section entitled 'No Significant or Material Adverse Change' on page 99. (d) Amendment to the Back Page The back page of the SGA Prospectus shall be amended by the deletion of the following: "Landhuis Joonchi Kaya Richard J. Beaujon z/n Curaçao" and the insertion of the following therefor: "Pietermaai 15 Willemstad Curacao". 8

9 RESPONSIBILITY Each of the Issuers and the Guarantor accept responsibility for the information contained in this Supplement. To the best of the knowledge and belief of each of the Issuers and the Guarantor (each having taken all reasonable care to ensure that such is the case) the information contained in this Supplement is in accordance with the facts and does not omit anything likely to affect the import of such information. 9

10 Additional Information Copies of this Supplement and any of the documents incorporated by reference can be obtained, without charge, from the specified office of the relevant Issuer and the relevant Agent, in each case at the address given at the end of each of the Prospectuses. If documents which are incorporated by reference themselves incorporate any information or other documents therein, either expressly or implicitly, such information or other documents will not form part of this Supplement for the purposes of the Prospectus Directive (Directive 2003/71/EC) as amended (which includes the amendments made by the 2010 PD Amending Directive to the extent that such amendments have been implemented in a Member State of the European Economic Area) except where such information or other documents are specifically incorporated by reference or attached to this Supplement. In accordance with section 87Q(4) FSMA, investors who have agreed to purchase or subscribe for transferable securities before the Supplement is published have the right, exercisable before the end of the period of two working days beginning with the working day after the date on which this Supplement was published, to withdraw their acceptances. 10

11 ANNEX PRESS RELEASE DATED 12 SEPTEMBER

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16 SCHEDULE LIST OF PROSPECTUSES 1. The Base Prospectus dated 5 May 2011 prepared in connection with the Certificates Programme established by SOCIÉTÉ GÉNÉRALE EFFEKTEN GMBH (the Issuer) irrevocably and unconditionally guaranteed by Société Générale (the Guarantor) (as supplemented pursuant to a supplement to the Prospectuses dated 4 August 2011). 2. The Base Prospectus dated 28 April 2011 prepared in connection with the Securitised Derivatives Programme established by SGA SOCIÉTÉ GÉNÉRALE ACCEPTANCE N.V. (the Issuer) irrevocably and unconditionally guaranteed by Société Générale (the Guarantor) (as supplemented pursuant to a supplement to the Prospectuses dated 4 August 2011). 16